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Edelweiss Retail Finance Limited Corporate Identity Number: U67120MH1997PLC285490 Registered Office: Tower 3, Wing ‘B’, Kohinoor City Mall, Kohinoor City, Kirol Road, Kurla (West), Mumbai – 400070, Maharashtra; +91 22 4272 2200 Corporate Office: Edelweiss House, Off. C.S.T.Road, Kalina, Mumbai-400098, Maharashtra +91 22 40094400 Fax: +91 22 4019 4925 www.edelweissretailfin.com October 05, 2019 BSE Limited P. J. Towers, Dalal Street, Fort, Mumbai - 400 001. National Stock Exchange of India Limited Exchange Plaza, Plot No. C/1, G Block, Bandha- Kurla Complex, Bandra (E), Mumbai – 400 051. Dear Sir / Madam, Sub: Disclosure under Regulation 51(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Part B of Schedule III thereto. This is to inform you that CRISIL Limited has reaffirmed the credit rating of CRISIL A1+ assigned to the short term borrowing programmes of the Company. Further, the rating agency has revised the ratings of various long term borrowing programmes of the Company from CRISIL AA/Negative to CRISIL AA-/ Stable. Please find attached herewith rating rationale with respect to the credit ratings assigned to various borrowing programmes of the Company. You are requested to kindly take the same on record. Thanking you, For Edelweiss Retail Finance Limited Jitendra Maheshwari Authorized Signatory CC to: IDBI Trusteeship Services Limited Asian Building, Ground floor, Ballard Estate Mumbai-400 001

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Page 1: BSE Limited National Stock Exchange of India Limited P. J ... · Bandha- Kurla Complex, Bandra (E), Mumbai – 400 051. Dear Sir / Madam, Sub: Disclosure under Regulation 51(2) of

Edelweiss Retail Finance Limited Corporate Identity Number: U67120MH1997PLC285490 Registered Office: Tower 3, Wing ‘B’, Kohinoor City Mall, Kohinoor City, Kirol Road, Kurla (West), Mumbai – 400070, Maharashtra; +91 22 4272 2200 Corporate Office: Edelweiss House, Off. C.S.T.Road, Kalina, Mumbai-400098, Maharashtra +91 22 40094400 Fax: +91 22 4019 4925 www.edelweissretailfin.com

October 05, 2019

BSE Limited P. J. Towers, Dalal Street, Fort, Mumbai - 400 001.

National Stock Exchange of India Limited Exchange Plaza, Plot No. C/1, G Block, Bandha- Kurla Complex, Bandra (E), Mumbai – 400 051.

Dear Sir / Madam,

Sub: Disclosure under Regulation 51(2) of SEBI (Listing Obligations and Disclosure

Requirements) Regulations, 2015 read with Part B of Schedule III thereto.

This is to inform you that CRISIL Limited has reaffirmed the credit rating of CRISIL A1+

assigned to the short term borrowing programmes of the Company. Further, the rating

agency has revised the ratings of various long term borrowing programmes of the

Company from CRISIL AA/Negative to CRISIL AA-/ Stable.

Please find attached herewith rating rationale with respect to the credit ratings assigned to

various borrowing programmes of the Company.

You are requested to kindly take the same on record.

Thanking you,

For Edelweiss Retail Finance Limited

Jitendra Maheshwari

Authorized Signatory

CC to:

IDBI Trusteeship Services Limited

Asian Building, Ground floor,

Ballard Estate

Mumbai-400 001

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Rating RationaleOctober 04, 2019 | Mumbai

Edelweiss Retail Finance LimitedLong term rating downgraded to 'CRISIL AA-/Stable'

Rating Action

Total Bank Loan Facilities Rated Rs.500 Crore

Long Term Rating CRISIL AA-/Stable (Downgraded from 'CRISILAA/Negative')

Rs.500 Crore Non Convertible Debentures* CRISIL AA-/Stable (Downgraded from 'CRISILAA/Negative')

Rs.500 Crore Non Convertible Debentures CRISIL AA-/Stable (Downgraded from 'CRISILAA/Negative')

Rs.200 Crore Subordinated Debt CRISIL AA-/Stable (Downgraded from 'CRISILAA/Negative')

Rs.100 Crore Subordinated Debt CRISIL AA-/Stable (Downgraded from 'CRISILAA/Negative')

Rs.500 Crore Commercial Paper CRISIL A1+ (Reaffirmed)1 crore = 10 millionRefer to annexure for Details of Instruments & Bank Facilities*Public issue of retail NCDs

Detailed RationaleCRISIL has downgraded its rating on the long term bank facilities and long-term debt instruments of Edelweiss Retail FinanceLimited (ERFL; part of the Edelweiss group) to 'CRISIL AA-/Stable' from 'CRISIL AA/negative'. The rating on the commercialpaper issue has been reaffirmed at 'CRISIL A1+'. The rating downgrade factors in the current challenging operating environment for non-banking financial companies (NBFCs),especially those with a wholesale lending book. Interest from debt investors in the sector has reduced in the recent past,leading to issues in funding access for non-banks, including the Edelweiss group. Although the group has been raisingresources on an ongoing basis since September 2018, the overall fund raising remains significantly below pre-September2018 levels. Further, the ease of raising resources and the associated cost have been impacted. Nevertheless, bank borrowingand funds raised via securitisation were higher in the second quarter of fiscal 2020, as compared to the first quarter.Furthermore, with rising borrowing cost and slowdown in disbursements by non-banks - mainly to wholesale borrowers,refinancing risks for real estate players has increased. This could strain the asset quality of the wholesale lending portfolio inthe near to medium term.

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The 'Stable' outlook reflects the group's diversified presence across financial services, ability to raise capital even duringchallenging times, expected decline in share of wholesale book and adequate liquidity. From a funding perspective, budgetaryannouncement of the Government to support public sector banks through a partial credit enhancement mechanism for buyingasset pools from non-banks should bring some respite for the sector. The Edelweiss group has recently received sanctions ofaround Rs 900 crore under this mechanism with a few other sanctions in pipeline as well. Given the current environment, with lenders exercising caution, the Edelweiss group has witnessed a reduction in incrementalfunds raised post September 2018, and an increase in the borrowing cost. The group has raised around Rs 3,000 crore(excluding commercial paper) during the first six months of the current fiscal as compared to around Rs 7600 crore for thecorresponding period of the previous fiscal. Within this, market borrowing fell sharply. Nevertheless, going forward, incrementalfund raising is expected to improve with fresh bank sanctions in pipeline, increase in securitisation/assignment volumes andthe group's plan to start tapping capital markets (including raising of retail NCDs). However, the group's ability to raise freshfunds from diverse sources over the near term will be a key monitorable. Reported asset quality metrics witnessed an uptick with overall gross non-performing assets (GNPA) ratio at 2.3% as on June30, 2019, compared to 1.9% as on March 31, 2019. The loan book remain chunky with around 50% of the overall portfoliotowards wholesale lending (of which 67% is towards real estate). Further, a sizeable proportion of the wholesale book iscurrently under moratorium with bullet or staggered repayments. While the group follows sound credit appraisal and riskmanagement practices, has adequate collateral cover for its wholesale loans, and has also built strong recovery capabilities,asset quality in the past was also supported by an active refinance market, particularly for the real estate loans. The group alsobenefits from its diversified business ecosystem, and as part of its account specific recovery/resolution strategy, it has soldsome of the stressed exposures in the lending business to the Edelweiss Asset Reconstruction Co Ltd (EARC; on an arm'slength basis) to benefit from the latter's better resolution capability and strong legal team. The group is planning reduce its wholesale book through sell down over the next few months. With the slowdown in the realestate sector and incipient stress for developers coupled with exposure to few stressed corporates, the Edelweiss group'sability to get timely refinance/exits, recover from some of these exposures, maintain asset quality metrics and scale down thewholesale book will remain key monitorables. Nevertheless, CRISIL has factored in the group's ability to raise capital as demonstrated even in the current marketenvironment. In August 2019, the Edelweiss group announced that Kora Management (Kora; a US-based investment firm) willbe investing around Rs 525 crore (USD 75 million) in the advisory business, Edelweiss Global Investment Advisors (EGIA).EGIA includes the businesses of asset reconstruction, wealth and asset management and the institutional client group. Inaddition to this investment, Kora also plans to invest an additional Rs 350 crore (USD 50 million) into the group, the timing andstructuring of which is being finalised. The group also announced that it plans to raise additional capital in EGIA of up to Rs525 crore (USD 75 million) excluding the investment by Kora and is in talks with investors for the same. Earlier, the group hadentered into an agreement to raise Rs 1,800 crore from Caisse de depot et placement du Quebec (CDPQ) in the form ofcompulsory convertible debentures (CCDs) in ECL Finance (of which Rs 1,040 crore has been already infused in the June2019 quarter). These investments shall further bolster the group's networth (Rs 9,844 crore as on June 30, 2019, treatingCDPQ investment as part of networth), and reduce the consolidated gearing which stood at 4.5 times as June 30, 2019. The group also has adequate liquidity. The overnight on-balance sheet liquidity (including cash, liquid investments and treasuryassets) stood at around Rs 4,200 crore as on September 26, 2019. This excludes other liquid assets (investments, securities-based lending book), which can be accessed if necessary- this stood at around Rs 4,600 crore as on same date. The ratings continue to reflect the group's diversified business and earnings profile with presence across credit, capital market,

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and insurance segments, and demonstrated ability to build significant presence in multiple lines of business. The ratings alsofactor in an established market position in capital market-related segments resulting in a regular stream of fee-based income. These strengths are partially offset by vulnerability of asset quality to concentration in the wholesale lending segment,particularly in the current challenging environment. Furthermore, the profitability ratios and gearing (while declining) arerelatively weaker than many other large predominantly wholesale players. CRISIL will continue to monitor the group's ability to raise fresh funding, progress of additional capital raising in the wealthbusiness, any increase in build-up of stress in the wholesale book, as well as proposed scale down of wholesale lending book.

Analytical ApproachFor arriving at the ratings, CRISIL has combined the business and financial risk profiles of Edelweiss Financial ServicesLimited (EFSL) and its subsidiaries, including ERFL. That's because all these entities, collectively referred to as the Edelweissgroup, have significant operational, financial, and managerial integration and also operate under the common Edelweiss brand.

Please refer Annexure - Details of Consolidation, which captures the list of entities considered and their analytical treatment of consolidation.

Key Rating Drivers & Detailed DescriptionStrengths* Diversified business profileThe group has been diversifying within each of its key businesses, as well as entering new businesses, over the past fewyears. It is now present in the retail and wholesale lending segments, securities broking, wealth management, assetmanagement, insurance, stressed-asset management, and alternate assets. Many of these have now attained sizeable scale,and likely to lend greater stability to earnings. Within the capital market, retail broking volume now constitutes around half ofthe overall broking volume. In terms of new business lines, the life insurance business has grown significantly and may breakeven over the next 3-4 years. In the lending business (book size of Rs 33,968 crore as on June 30, 2019, excluding capitaldeployed in distressed assets credit), the group will continue to focus on increasing the granularity of the loan book. As a partof this strategy, it will focus on growing the retail book (comprising mortgage, small and medium enterprise [SME], agricultureloans and retail loans against shares) from around 50% as on June 30, 2019 (45% as on March 31, 2018) to about 70% byMarch 2021. Within wholesale lending, focus will be on a new segment of mid-market corporate lending, with lower ticket sizeof Rs 50-100 crore as against large ticket size in the existing structured collateralised credit. Growth in the wholesale creditbook will be through funds structure. However, given the current evolving liquidity situation for non-banks since September2018, and the slowdown seen in the sector, the group has reduced its disbursements in the wholesale segment. * Demonstrated ability to build significant competitive positions across businessesWhile the group remains a large player in the traditional broking business, it also has one of the largest wholesale lending bookamong non-banks; this portfolio stood at Rs 16,987 crore as on June 30, 2019 (Rs 18,055 crore as on March 31, 2019;excluding capital deployed in distressed assets credit). In the distressed assets segment, EARC remains the largest assetreconstruction company in India with total securities receipts managed at around Rs 47,400 crore as on June 30, 2019 (Rs46,600 crore as on March 31, 2019). In the commodities business, the group has exited its agricultural commodities andprecious metals trading businesses and is focusing on the agricultural credit and value chain services business. * Established position in capital market businessesEarnings and accretion to capital should provide a regular stream of fee-based income over the medium term, given theestablished market position in capital market-related businesses. Profit from the fee-based capital markets and assetmanagement has increased in the past few years, and may record healthy growth over the medium term. The group has anestablished franchise in institutional broking and investment banking, and an expanding presence in retail broking, wealthmanagement, and asset management segments. It is also one of the largest Indian institutional brokerage houses, with over

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700 foreign and domestic institutional clients. The retail broking franchise is also expanding, with more than 5.55 lakh uniqueclients as on March 31, 2019. The group operates across the corporate finance and advisory domains-equity markets, privateequity, mergers and acquisitions, advisory structured financial syndication, and debt issues. The wealth business and alternateassets business have also witnessed significant growth. Assets under advice in the global wealth management business wereRs 106,000 crore, and the assets under management in the asset management business stood at Rs 36,300 crore, as on June30, 2019. Weaknesses* Asset quality exposed to risks related to concentration in wholesale lendingAsset quality will remain vulnerable to concentration risks inherent in the wholesale loan book, despite the strong focus oncollateral. As on June 30, 2019, wholesale lending constituted almost 50% of the total loan portfolio (excluding distressedassets credit), with the 10 largest loans constituting 18% of the wholesale portfolio. A sizeable proportion of this book iscurrently under moratorium with bullet or staggered repayments. The group has also sold a few stressed exposures to theARC to leverage on the latter's better resolution capability and strong legal team. Also, around 67% of the wholesale portfolio comprises real estate loans; this segment is vulnerable to cyclical downturns.Further, given the current evolving liquidity situation for non-banks since September 2018, asset quality on the group'sexposures to loans against property (LAP) and loans to micro, SME (around 20% of the loan book as on June 30, 2019;excluding capital deployed in distressed assets credit), would also be a key monitorable. This stems from sensitivity ofborrowers of such loans to an environment of prolonged liquidity tightness. Any sharp deterioration in asset quality, specifically in the wholesale lending book, will also impact profitability and capital, andremains a key rating monitorable. The group is also planning to reduce its wholesale through sell-down over the next few months. Its ability to refinance/exit andrecover from some of the exposures as well as scale down the book will remain key a monitorable, considering the currentchallenging environment. * Lower profitability than peersProfitability has been lower than those of other large financial sector groups; return on assets (annualised) and return on equity(annualised) stood at 0.8% and 5.8%, respectively, for the first quarter of fiscal 2020 ( 1.6% and 12.6% for fiscal 2019). Profitability in the first quarter of fiscal 2019 was also impacted by higher provisioning costs, which more than doubled to Rs248 crore (Rs 110 crore during the quarter ended June 30, 2018). The group's profitability, while on an improving trend over the past few fiscals, remains relatively lower as over 25%, of thecapital (equity plus borrowings) is employed in businesses or investments that are either low yielding or loss making at thispoint. The group has a large investment portfolio under its balance sheet management unit (BMU), used for managing liquidity.This largely comprises government securities, fixed deposits, liquid mutual fund units and corporate bonds, which have a lowreturn on capital employed. Furthermore, the life and general insurance businesses continue to be loss-making. The generalinsurance business started in February 2018, after requisite approvals were received from the Insurance Regulatory andDevelopment Authority of India. This business is also expected to affect consolidated profitability in the initial years ofoperations, given its long gestation period. Expected improvement in profitability of the insurance business and reduction in theshare of funds allocated to BMU will benefit profitability only in the long term. In the near term, profitability could be constrainedby increase in credit costs, and higher borrowing costs coupled with limited ability to pass these on to borrowers. * Relatively high gearing, though lower than earlier levels

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Gearing is relatively high, though declining, in the context of the share of the wholesale portfolio in the Edelweiss group, whichis around 50%. Other large, predominantly wholesale lenders operate at significantly lower levels. As on June 30, 2019,gearing was 5.1 times, while the net gearing (excluding the liquid assets of BMU) stood at 3.7 times. However, after factoring inthe Rs 1,040 crore received from CDPQ in the June quarter and treating it as equity, the group's gearing stood at 4.5 times.With additional capital raising of Rs 525 crore from Kora coupled with plans of raising further capital in EGIA, the group'sleverage ratio is expected to reduce further. Gearing, thereafter, is expected to gradually increase to 5-5.5 times over themedium term.

Liquidity: AdequateLiquidity is adequate. As a policy, the group maintains a cushion of 9-10% of the balance sheet. Even in current marketconditions, there was a liquidity cushion (including cash, liquid investments and treasury assets) of around Rs 2,900 crore andunutilised bank lines of around Rs 1,300 crore as on September 26, 2019. Collections of around Rs 2,400 crore, expected tillDecember 31, 2019, also supports liquidity. The group also has other liquid assets (investments, securities-based lendingbook) which can be accessed if necessary- this stood at around Rs 4,600 crore as on same date. As on September 30, 2019,the overall liquidity was adequate to meet debt repayment of around Rs 4,500 crore due over the next three months endedDecember 31, 2019. The group has also reduced its dependence on commercial paper borrowing, which has dropped to lessthan 1% of overall borrowings as compared to 18% as on September 30, 2018. The assets and liabilities continue to be well-matched.

Outlook: StableCRISIL believes the Edelweiss group will continue to benefit from the diversified business profile. The outlook may be revisedto 'Negative', if access to fresh funds remains challenging, thereby impacting liquidity and/or there is an increase in risks/stressin the group's lending portfolio, particularly the wholesale loan portfolio. Conversely, the outlook may be revised to 'Positive' incase of sustained improvement in funding access and reduced asset quality challenges in the lending business. Rating sensitivity factorsUpward scenarios* Significant improvement in asset quality with GNPA less than 1% on a sustained basis and an improving earnings profile* Increase in fund mobilisation to pre-September 2018 levels on a steady-state basis

Downside scenarios* Deterioration in asset quality with GNPA increasing to above 4%, over an extended period, thereby also impacting profitability* Continued funding access challenges for non-banks sector with limited fund-raising by the Edelweiss group* Lack of progress on planned scale down of wholesale portfolio

About the GroupThe group comprises 46 subsidiaries as on March 31, 2019. It has plans to bring down the number of entities to around 35 infiscal 2020, (subject to requisite approvals).The group had 476 offices (including 8 international offices in 6 locations) in around200 cities as on March 31, 2019. Its main business lines are credit, franchise businesses, and insurance. These businessesentail loans to corporates and individuals, mortgage finance, including LAPs and small-ticket housing loans, SME finance,agricultural credit including commodity sourcing and distribution, institutional and retail equity broking, corporate finance andadvisory, wealth management, third-party financial products distribution, alternative and domestic asset management, and lifeand general insurance. In addition, the BMU focuses on liquidity and asset-liability management. For fiscal 2019, profit after tax (PAT) of the group was Rs 995 crore on total income of Rs 10,881 crore against Rs 863 croreand Rs 8,920 crore, respectively, in fiscal 2018. For the first quarter of fiscal 2020, PAT (after minority interest) of the group was Rs 132 crore on total income of Rs 2,546

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crore, against Rs 264 crore and Rs 2,476 crore, respectively, in fiscal 2019. Networth of the group increased to Rs 9,844 crore(after factoring CDPQ investment of Rs 1,040 crore in May 2019) as on June 30, 2019, from Rs 8,226 crore as on June 30,2018.

Key Financial IndicatorsAs on/For the quarter ended June 30 2019 2018Total assets Rs crore 63,978 71,347Total income Rs crore 2,546 2,476PAT (after minority interest) Rs crore 132 264GNPA % 2.33 1.75Adjusted gearing* Times 4.5 6.2Return on assets % 0.8 1.6

*indicates gross gearing treating CDPQ CCDs investment as a part of networth; the net gearing excluding the liquid assets of BMU, gearing stood at3.7 times as on June 30, 2019

Any other information: Not applicable

Note on complexity levels of the rated instrument:CRISIL complexity levels are assigned to various types of financial instruments. The CRISIL complexity levels are available onwww.crisil.com/complexity-levels. Users are advised to refer to the CRISIL complexity levels for instruments that they consider forinvestment. Users may also call the Customer Service Helpdesk with queries on specific instruments.

Annexure - Details of Instrument(s)

ISIN Name of Instrument Date ofAllotment

CouponRate (%)

MaturityDate

Issue Size(Rs.cr)

Rating assignedwith outlook

NA Commercial paperProgramme NA NA 7-365 days 500 CRISIL A1+

NA Debentures*# NA NA NA 10 CRISIL AA-/StableINE528S07086 Debentures 22-Mar-18 8.8 22-Mar-21 298 CRISIL AA-/StableINE528S07094 Debentures 22-Mar-18 8.7 22-Mar-23 23 CRISIL AA-/StableINE528S07110 Debentures 22-Mar-18 8.9 22-Mar-28 41 CRISIL AA-/StableINE528S07102 Debentures 22-Mar-18 9.0 22-Mar-23 64 CRISIL AA-/StableINE528S07128 Debentures 22-Mar-18 9.3 22-Mar-28 48 CRISIL AA-/StableINE528S07078 Debentures 22-Mar-18 8.4 22-Mar-23 16 CRISIL AA-/Stable

NA Debentures 07-Nov-17 8.5 07-Nov-22 100 CRISIL AA-/StableNA Debentures# NA NA NA 400 CRISIL AA-/Stable

INE528S08035 Proposed Long TermBank Facility^ NA NA NA 500 CRISIL AA-/Stable

INE528S08043 Subordinated Debt 31-Jul-17 9.25 31-Jul-27 24 CRISIL AA-/StableINE528S07060 Subordinated Debt 06-Oct-17 9.25 06-Oct-27 100 CRISIL AA-/Stable

NA Subordinated Debt# NA NA NA 176 CRISIL AA-/Stable#Yet to be issued^Interchangeable between short term and long term*public issue of retail NCDs Annexure - List of entities consolidated

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Entity consolidated Extent ofconsolidation

Rational forconsolidation

Edelweiss Securities Limited Full SubsidiaryEdelweiss Finance & Investments Limited Full SubsidiaryECL Finance Limited Full SubsidiaryEdelweiss Global Wealth Management Limited Full SubsidiaryEdelweiss Insurance Brokers Limited Full SubsidiaryEdelweiss Trustee Services Limited Full SubsidiaryEdelcap Securities Limited Full SubsidiaryEdelweiss Asset Management Limited Full SubsidiaryEcap Equities Limited Full SubsidiaryEdelweiss Broking Limited Full SubsidiaryEdelweiss Trusteeship Company Limited Full SubsidiaryEdelweiss Housing Finance Limited Full SubsidiaryEdelweiss Investment Adviser Limited Full SubsidiaryEC Commodity Limited Full SubsidiaryEdel Land Limited Full SubsidiaryEdelweiss Custodial Services Limited Full SubsidiaryEdel Investments Limited Full SubsidiaryEdelweiss Rural and Corporate Services Limited (Formerly: EdelweissCommodities Services Limited (ECSL)) Full Subsidiary

Edel Commodities Limited Full SubsidiaryEdel Finance Company Limited Full SubsidiaryEdelweiss Retail Finance Limited Full SubsidiaryEdelweiss Multi Strategy Fund Advisors LLP Full SubsidiaryEdelweiss Resolution Advisors LLP (formerly known as Edelweiss WealthAdvisors LLP) Full Subsidiary

Edelweiss Holdings Limited Full SubsidiaryEdelweiss General Insurance Company Limited Full SubsidiaryEdelweiss Finvest Private Limited Full SubsidiaryEdelweiss Securities (IFSC) Limited Full SubsidiaryAlternative Investment Market Advisors Private Limited Full SubsidiaryEdelweiss Securities Trading and Management Private Limited (Formerly Knownas Dhalia Commodities Services Private Limited) Full Subsidiary

Edelweiss Securities and Investment Private Limited (Formerly Known asMagnolia commodities Services Private Limited) Full Subsidiary

Edelweiss Securities (Hong Kong) Private Limited Full SubsidiaryEC Global Limited Full SubsidiaryEC International Limited Full SubsidiaryEAAA LLC Full SubsidiaryEFSL International Limited Full SubsidiaryEdelweiss Capital (Singapore) Pte. Limited Full Subsidiary

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Edelweiss Alternative Asset Advisors Pte. Limited Full SubsidiaryEdelweiss International (Singapore) Pte. Limited Full SubsidiaryEdelweiss Investment Advisors Private Limited Full SubsidiaryAster Commodities DMCC Full SubsidiaryEdelweiss Financial Services (UK) Limited Full SubsidiaryEdelweiss Financial Services Inc Full SubsidiaryEdelweiss Alternative Asset Advisors Limited Full SubsidiaryEW Clover Scheme - 1 Full SubsidiaryEdelvalue Foundation Full SubsidiaryEdelgive Foundation Full SubsidiaryLichen Metal Private Limited Full SubsidiaryEW India Special Assets Advisors LLC Full SubsidiaryEdelweiss Private Equity Tech Fund Full SubsidiaryEdelweiss Value and Growth Fund Full SubsidiaryEdelweiss Asset Reconstruction Company Limited Full SubsidiaryEW Special Opportunities Advisors LLC Full SubsidiaryEdelweiss Tokio Life Insurance Company Limited Full SubsidiaryAllium Finance Private Limited Full SubsidiaryRetra Ventures Private Limited Full Subsidiary

Annexure - Rating History for last 3 Years Current 2019 (History) 2018 2017 2016 Start of

2016

Instrument Type OutstandingAmount Rating Date Rating Date Rating Date Rating Date Rating Rating

CommercialPaper ST 500.00 CRISIL

A1+ 20-07-19 CRISIL A1+ 19-03-18 CRISILA1+ -- -- --

29-03-19 CRISIL A1+

Non ConvertibleDebentures LT 100.00

04-10-19 CRISIL

AA-/Stable 20-07-19 CRISILAA/Negative 19-03-18 CRISIL

AA/Stable 29-09-17 CRISILAA/Stable -- --

29-03-19 CRISILAA/Stable 05-02-18 CRISIL

AA/Stable 28-09-17 CRISILAA/Stable

27-07-17 CRISILAA/Stable

09-03-17 CRISILAA/Stable

Short Term Debt(IncludingCommercialPaper)

ST 05-02-18 CRISILA1+ 29-09-17 CRISIL

A1+ -- --

SubordinatedDebt LT 124.00

04-10-19 CRISIL

AA-/Stable 20-07-19 CRISILAA/Negative 19-03-18 CRISIL

AA/Stable 29-09-17 CRISILAA/Stable -- --

29-03-19 CRISILAA/Stable 05-02-18 CRISIL

AA/Stable 28-09-17 CRISILAA/Stable

27-07-17 CRISILAA/Stable

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Fund-basedBank Facilities

LT/ST 500.00 CRISILAA-/Stable

20-07-19 CRISILAA/Negative

19-03-18 CRISILAA/Stable

29-09-17 CRISILAA/Stable

-- --

29-03-19 CRISILAA/Stable 05-02-18 CRISIL

AA/Stable 28-09-17 CRISILAA/Stable

27-07-17 CRISILAA/Stable

09-03-17 CRISILAA/Stable

All amounts are in Rs.Cr.

Annexure - Details of various bank facilitiesCurrent facilities Previous facilities

Facility Amount(Rs.Crore) Rating Facility Amount

(Rs.Crore) Rating

Proposed Long TermBank Loan Facility^ 500 CRISIL

AA-/StableProposed Long TermBank Loan Facility^ 500 CRISIL

AA/NegativeTotal 500 -- Total 500 --

^Interchangeable between short term and long term

Links to related criteriaRating Criteria for Finance CompaniesCRISILs Criteria for Consolidation

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CRISIL is a leading agile and innovative, global analytics company driven by its mission of making markets function better. Weare India’s foremost provider of ratings, data, research, analytics and solutions. A strong track record of growth, culture ofinnovation and global footprint sets us apart. We have delivered independent opinions, actionable insights, and efficient solutionsto over 1,00,000 customers. We are majority owned by S&P Global Inc., a leading provider of transparent and independent ratings, benchmarks, analyticsand data to the capital and commodity markets worldwide. For more information, visit www.crisil.com

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About CRISIL RatingsCRISIL Ratings is part of CRISIL Limited (“CRISIL”). We pioneered the concept of credit rating in India in 1987. CRISIL isregistered in India as a credit rating agency with the Securities and Exchange Board of India (“SEBI”). With a tradition ofindependence, analytical rigour and innovation, CRISIL sets the standards in the credit rating business. We rate the entire rangeof debt instruments, such as, bank loans, certificates of deposit, commercial paper, non-convertible / convertible / partiallyconvertible bonds and debentures, perpetual bonds, bank hybrid capital instruments, asset-backed and mortgage-backedsecurities, partial guarantees and other structured debt instruments. We have rated over 24,500 large and mid-scale corporatesand financial institutions. CRISIL has also instituted several innovations in India in the rating business, including rating municipalbonds, partially guaranteed instruments and microfinance institutions. We also pioneered a globally unique rating service forMicro, Small and Medium Enterprises (MSMEs) and significantly extended the accessibility to rating services to a wider market.Over 1,10,000 MSMEs have been rated by us.

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This disclaimer forms part of and applies to each credit rating report and/or credit rating rationale that we provide (each a “Report”). For the avoidance of doubt, theterm “Report” includes the information, ratings and other content forming part of the Report. The Report is intended for the jurisdiction of India only. This Report doesnot constitute an offer of services. Without limiting the generality of the foregoing, nothing in the Report is to be construed as CRISIL providing or intending to provideany services in jurisdictions where CRISIL does not have the necessary licenses and/or registration to carry out its business activities referred to above. Access oruse of this Report does not create a client relationship between CRISIL and the user.

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Ratings from CRISIL Rating are statements of opinion as of the date they are expressed and not statements of fact or recommendations to purchase, hold, or sell anysecurities / instruments or to make any investment decisions. Any opinions expressed here are in good faith, are subject to change without notice, and are onlycurrent as of the stated date of their issue. CRISIL assumes no obligation to update its opinions following publication in any form or format although CRISIL may

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disseminate its opinions and analysis. CRISIL rating contained in the Report is not a substitute for the skill, judgment and experience of the user, its management,employees, advisors and/or clients when making investment or other business decisions. The recipients of the Report should rely on their own judgment and taketheir own professional advice before acting on the Report in any way.CRISIL or its associates may have other commercial transactions with the company/entity.

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